The opinion of the court was delivered by: Sweet, District Judge.
Dr. Nercy Jafari ("Jafari") has moved under Rule 15,
Fed.R.Civ.P., to amend his complaint to name additional
defendants in his breach of contract action against Dennis
DiLorenzo ("DiLorenzo"). DiLorenzo has moved for summary
judgment on Jafari's contract claim and opposes his motion to
amend. For the reasons set forth below, DiLorenzo's motion for
summary judgment is granted, and Jafari's motion to amend is
Plaintiff Jafari is a surgeon and a resident of Allentown,
Pennsylvania. Defendant DiLorenzo is a New York resident
working as a fine art consultant, both independently and as an
employee of W.C.F. Galleries.*fn1
Jafari commenced this action for breach of contract in April
1989, demanding both compensatory and punitive damages.
DiLorenzo moved to dismiss the complaint on July 11, 1989 and
the motion was denied in an opinion dated September 25, 1989.
On February 9, 1990, Jafari filed a motion to amend his
complaint to name two additional defendants: Herbert Batliner,
the Painting's alleged owner at the time of the events in
question, for breach of the alleged contract, and Renee
Fotouhi, who ultimately bought the Painting from DiLorenzo and
sold it through Sotheby's to Jafari, for tortious interference
with the alleged contract.
On February 22, 1990, DiLorenzo filed a motion for summary
judgment. Oral arguments from both parties were heard on March
9, 1990, and the motions are considered fully submitted as of
Jafari and DiLorenzo met by chance in October 1987 outside
the New York art gallery where DiLorenzo worked. Jafari
expressed his interest in acquiring a painting by Salvador
Dali. DiLorenzo informed him that the gallery had no Dalis, but
also told him that he knew of a Dali for sale. Jafari gave
DiLorenzo his name and address, and DiLorenzo sent him some
transparencies of Dali's "Grand Opera" (the "Painting").
Shortly thereafter, Jafari visited New York City to view the
Painting and to discuss price terms with DiLorenzo. DiLorenzo
rejected Jafari's first offer, and soon told Jafari that he
would only be able to offer the painting until December 31,
1987, the owner's deadline. Before Jafari would agree to buy
the painting, he wanted the original certificate of
authenticity (the "provenance"), which DiLorenzo was unable to
On January 26, 1988, the Christie's expert assured Jafari
that the Painting was authentic. Outside Christie's, in
DiLorenzo's car, DiLorenzo and Jafari negotiated the terms of
the transaction. DiLorenzo claims that he wrote the terms on
his letterhead stationery because it was the only paper
available. He also claims that his initials on the paper refer
only to a price change (from $212,000 to $210,000), and not to
authenticate the writing as a binding agreement. However, even
at this time, Jafari was demanding that DiLorenzo furnish the
DiLorenzo finally obtained a letter from noted Dali expert
Robert Decharnes attesting to the authenticity of the Painting.
On February 13, 1988, DiLorenzo met with Jafari in New York
City to discuss the letter. DiLorenzo claims Jafari said he
would pay the $210,000 in a certified check*fn2 by February
16, 1988.*fn3 However, DiLorenzo did not ...